Widely regarded as an American classic and a landmark achievement in cinematography, Paramount Pictures’ The Godfather (1972) is identical to most films of its era in one respect: it was not properly preserved. Paramount, like most Hollywood studios, did not create a preservation program — “asset protection” in industry parlance — until the home-video boom of the 1980s proved film libraries could have indefinite, lucrative lives. Before that awareness took hold, original negatives were typically used as printing negatives, which meant the original negatives for popular pictures took a lot of abuse. The Godfather was not only popular, it was Hollywood’s first blockbuster, and over the years, “the neck of the golden goose was certainly wrung out,” says the film’s cinematographer, Gordon Willis, ASC, with typical candor.

Now, a new batch of golden eggs is in the offing. At director Francis Ford Coppola’s request, film-preservation expert Robert A. Harris and associate archivist Joanne Lawson of The Film Preserve recently spent a year digitally restoring The Godfather and The Godfather Part II (1974) with Warner Bros. Motion Picture Imaging (MPI). Harris’ key collaborators in the endeavor were ASC associate member Jan Yarbrough, MPI’s technical director/senior colorist; Daphne Dentz, MPI’s vice president of digital services; Willis, who shot the pictures and gave advice by phone; and Allen Daviau, ASC, who paid many visits to MPI to lend the effort a cinematographer’s eye.

After working through The Godfather and Part II, the team turned to the much more recent Part III (1990), which required no restoration at all; they did a digital intermediate (DI) to create the director’s cut, a version that previously existed only on home video. For all three films, there are now new 4K preservation negatives, separation masters from which new printing elements can be derived, and backup data tapes. Shepherding the project to completion was Martin Cohen, Paramount’s executive vice president of feature postproduction. “Marty’s support was vital,” says Harris. “He is a postproduction executive who truly understands film restoration — he gets it.”

Best known for meticulous restorations of Vertigo (1958) and Lawrence of Arabia (1962), The Film Preserve began work on The Godfather in the fall of 2006. Paramount delivered the film’s surviving elements — original camera negative, YCM separation masters, intermediate separation masters and thousands of feet of miscellaneous elements — to Pro-Tek Preservation Services in Burbank, where an inspection confirmed that radical surgery was required. Held together with tape, the original negative was filthy and riddled with scratches, rips and tears, some of which broke into the image area; in some sections, parts of the image had actually been torn away. An entire reel (1B) had at some point been removed and replaced with a dupe. Scenes were even missing from the final separation masters because they had been made before the cut was final. (Today, studios routinely combine separation masters or at least portions of them before tucking them into the vaults, but “until the mid-1980s, separation masters were typically made and never looked at or not made at all,” notes Harris.)

In consultation with Rick Utley, Pro-Tek’s vice president of preservation services, Harris determined that a photochemical restoration was out of the question. “Not only that,” he says, “but we determined that the original negative of The Godfather should never be run through a pin-registered mechanism. It could crack up.”

As he got into the project, Harris discovered that the negatives for the first two Godfather films had sustained additional damage in the 1980s, when Paramount sent them to an optical house to make new prints. The original rolls were disassembled and then reassembled incorrectly, a cheaper but chemically damaging fill was used, and the films’ lyrical 12' and 16' dissolves were replaced with dissolves of generic length for ease of printing. He recalls, “I locked a current print into a synchronizer with an original print, which is what I always do when I begin a restoration, and they were not tracking at all. Paramount knew nothing of this [damage].”

Harris believes it’s critical for a cinematographer to be part of the restoration process, and because Willis lives in Massachusetts and could not be in Los Angeles for the many months the restoration would require, Harris asked Daviau to consult on the project. “Allen standing in for Gordon was one master standing in for another,” says Harris. “Allen has the best eyes in the business —he’ll see a quarter-point difference shot to shot. The first thing I asked him to help with was figuring out exactly what ‘black’ is in these films; that was our biggest challenge in terms of Gordon’s work. Allen donated his time, and without him and Gordon, we would have been lost.”

In his conversations with the restoration team, Willis emphasized that the most important visual aspect of The Godfather was its color structure. “It’s yellow-red in much of the lighting as well as the lab work, and that ties all three films together,” says Willis. “So my main concern was to get the color right.” Harris was able to track down original dye-transfer prints of The Godfather, and one of them, from the Academy of Motion Picture Arts & Sciences’ Technicolor collection, was screened for Willis, who determined it to be an accurate color reference.

“Gordon kept saying all three pictures look the same, that they have the same rhyme and rhythm and use of contrast, and it’s true,” says Daviau. “A lot of people wouldn’t notice that, but when you’ve dealt with the color correction, you see he’s right.” Willis notes, “The repeatability of the visual structure really has to do with making the right choices. The initial choice is taste, and maintaining the look is craft. There’s great elegance in simplicity. My choices in lighting and the overall color were designed to create a mythic, retrospective feel, [one] without clutter.

“On every movie I shot,” continues Willis, “I maintained strict developing and printing control — everything was printed on one light. In fact, much of the negative on the Godfather films will only work when printed that way. I lit and exposed things at the level I wanted to be perceived on the screen; if you don’t do that, anyone can decide what your work is supposed to look like, and I never believed in giving the studios that kind of flexibility. So when making exposures, I based my exposures on the full curve of the film, shoulder to toe. The exposures are right where they should be to achieve a given look on the screen as long as they’re printed as designed. There’s no room to move things around on the printer.”

Despite the physical condition of the Godfather negative, Harris found that much of the image information was well-preserved and usable, “a testament to the viability of Kodak’s negative stocks.” The restoration began with a 4K scan of the negative, which was carried out on a Spirit Datacine. (Some pickups and title material were scanned on a Filmlight Northlight.) Harris recalls, “Every time a new piece of the negative went into the scanner, I was sweating bullets, because if we’d torn certain scenes, there was no quality backup — some shots in the first two films existed only on the negative.”

The digital files were imported into Yarbrough’s Baselight system, where they were cleaned, repaired and color-corrected scene-by-scene. There was also a team doing cleanup with MTI’s Digital Restoration System, but some details were only visible in Yarbrough’s room, which had the best viewing environment. “Most environments for doing dirt removal and scratch removal involve some sort of flat-screen video monitor, and once the dirt and scratch work is completed, I prefer to view the result on a screen similar to a standard theater screen,” says Yarbrough. “In our DI suites, we can view the projected image at 1 to 1.5 screen heights [back from the screen]. This gives us an excellent critical viewing environment in the native data resolution.”

The project stayed at 4K throughout the restoration, and Harris says this capability was key to the team’s success. “Paramount didn’t wait to do this work because they didn’t want to invest in it,” he says. “What was necessary was the ability to work in true 4K resolution; anything they might have tried on the digital side before that would have been a waste of time.” Often, the DI process is carried out with 2K proxies, but some adjustments, including noise reduction and sharpening, do not translate well from one resolution to another. In this case, occasional sharpening and noise reduction were necessary, largely to even out differences among the many elements Harris brought in to remedy problems. He explains, “We started scanning bits and pieces of separation masters, interpositive, CRI [Color Reversal Intermediate], internegative — anything from which we thought we could harvest what we thought was the finest image. One would be sharp but wouldn’t have the right color; another had the right color but was soft or damaged.”

In one instance during the digital grade of The Godfather, Yarbrough was able to draw out detail that was previously invisible because of a lab error during the production. The sequence in which Michael Corleone (Al Pacino) murders Sollozzo (Al Lettieri) and Capt. McCluskey (Sterling Hayden) in an Italian restaurant was shot over two nights, with the first night covering the first half of the scene, up to the point when Michael goes to the bathroom to retrieve a hidden gun. The first night’s work came back from the lab looking exactly as Willis intended, but the second night’s work came back too thin: the lab had neglected to push the film. “They simply pushed the wrong button and underdeveloped a day’s work,” says Willis. “When that happens, you don’t lose that much speed, but the fog level drops, and the look of the film changes. We left that lab and continued at Technicolor.”

Reshooting the scene wasn’t possible, and Harris believes Technicolor tried various photochemical processes to salvage it, creating separate masters of the daily rolls at different gammas to bring up the contrast, then mixing and matching those YCM masters to see what would look best. As a result, those shots have always been a couple of generations down, even when the negative and prints were new. Harris notes that on dye-transfer prints, it looks slightly off but not too bad, but when printed to direct positive, “the image started falling apart.”

The search for original film elements for this sequence went on throughout the restoration process — “[Pro-Tek inspection technician] Joe Caracappa spent months looking for anything from the Italian restaurant,” recalls Harris — and the team eventually recovered about 80 percent of the original negative, as well as usable intermediate separation masters for all but one or two shots. Yarbrough was able to bring out additional information, which is particularly noticeable in a close-up that tracks in on Michael just before he pulls the trigger. “Jan is like a concert pianist, a true artist,” says Harris. “Now, you can see the stress on Michael’s face. In the dupe of the dupe of the dupe, you lose that.”

This, he adds, raises ethical questions familiar to those in the preservation field. “It’s a dual-edged blade, a slippery slope. If there’s a photographic problem during production that could not be fixed at that time but can be fixed now, do we fix it?” Willis’ take: “Yes, provided that doing so has no impact on the overall restoration.”

In initial discussions with the restoration team, Coppola gave a directive: they could replace problematic frames or shots as long as the replacement was “imperceptible” except for “forensic examination of grain structure,” says Harris. In a few cases, a shot was salvaged by using pieces of camera negative that hadn’t actually been used in the movie. For example, there was a very badly damaged shot of Vito Corleone (Marlon Brando) in his hospital bed, with the camera looking up at him from the foot of the bed. Using camera reports and the editor’s line script, Harris was able to find the trims of the take that contained the footage used in the movie. He had the remainder of the take scanned, and with Yarbrough’s help, he found a portion in which Brando’s chest was rising and falling in sync with the clip that was used in the movie, and replaced the original clip with the new one. “Where you can use original negative, you do,” says Harris. “When you find a problem with a shot, you have to think about how to get around it, and the answer isn’t always to go to a dupe or to the separation masters. There are a number of viable options.”

Although restoring sound can often be as difficult as restoring picture, that wasn’t the case on The Godfather. “The sound really wasn’t a problem because everything survived, and in 1997, [sound re-recording mixer] Walter Murch went back to the elements and created wonderful stereo mixes of the first two films,” says Harris. “[Post supervisor] Jeff Cava and [vice-president of DVD mastering] Ron Smith at Paramount worked with what Walter created.” The analog tracks on the 35mm prints of the restored films are new, clean mono tracks; stereo tracks are also there for DTS and Dolby Digital presentations. “That way, if an archive wants to run the films with their original sound, it will be able to,” says Harris.

The original negative for Part II had far fewer problems than the negative of the first film. “It was filthy from continuous wet-gate printing, and the recut had created havoc, but overall, it was about 75 percent better than the negative of The Godfather,” says Harris. One reason for the disparity is that Paramount did a much larger initial print run for Part II because the first film was so popular. “The initial print run on the first Godfather was short,” explains Harris. “Many more dye-transfer prints were produced on Part II and survived, so the studio didn’t need to go back [to the original negative] to make more prints as quickly or as often. We never did find a solid color reference for Part II, however. The dye-transfer prints were all over the place, and it was a much more difficult film to work through in terms of color and densities than the first film, much more complex.

“When we turned to creating the director’s cut of Part III, which had a Super 35 negative, we had to conform to video,” he adds. While Harris and Yarbrough were finishing up Part II, colorist Ray Grabowski started the digital grade on Part III in another room at MPI, with Bob Raring, the film’s original color timer at Technicolor, providing some guidance.

Yarbrough estimates that the digital files for the Godfather trilogy required 160 terabytes of storage space. (By comparison, the final scans for a 4K DI of a 100-minute feature require about 8 terabytes.) The corrected files were recorded out to 35mm (Kodak Vision 2242) via an Arrilaser at the last possible minute because Harris kept unearthing new pieces of film. For example, well into the restoration of the first picture, he found the original negative for Reel 1B in a film can labeled “Dupe #2.” He notes, “Paramount has a superb vault system, and the staff there was incredibly cooperative. The problem was that the system was put in place in the ’90s, and two of these films were from the ’70s and had been handled by many other people. They brought in every element Paramount owned on all three films, and every element had fingerprints on it from the various incarnations of the trilogy.”

Because Part II was the last feature whose release prints were made using Technicolor’s dye-transfer process, Part III featured black levels that did not match those of the first two films. The contrast and saturation controls available in the DI suite made it possible to achieve a closer match, and new prints of all three films have been made (at Technicolor in Los Angeles) on Kodak Vision Premier 2393, making the blacks even deeper. “When we tested regular Vision [2383], the blacks were milky,” says Harris. “There are occasional shots in the first two films, maybe a dozen in 175-200 minutes, where the Premier grabs the blacks and drags them down a little too much. But I feel the sins of Premier were far outweighed by its positives.” After a pause, he adds wryly, “To be honest, I would have liked to print on Vision 2391 — which doesn’t exist.” The restored versions of the first two Godfather films were recently screened for select audiences in Los Angeles, the first via 2K digital projection and the second via 35mm print. (New DVDs of the trilogy will be released in September.) However, at press time, the new prints were works in progress. After screening them in New York, Willis had this to say: “I think a remarkable job was done repairing all the damage done to the negative — very difficult work. The Godfather is a very good-looking picture now. They have not tried to dial anything into the film that wasn't there before.” That said, he continues, “I’m the first to admit that the darker material, especially in Part II, is difficult to reproduce properly; it was beautiful on dye-transfer, but at the moment, the positive available isn’t doing the job we all hoped for. The print stock I saw doesn’t produce a full and comfortable range from black to white, and the mid range is compressed as well. Everyone is pursuing a solution.”

Willis emphasizes that a restoration effort as disciplined as this one was essential, especially because The Godfather’s unusual look made studio heads nervous even in its day. “When people see things they don’t understand, they become frightened, and the concept of what The Godfather is — or was — still eludes some people,” he observes. “We all tend to reduce or expand things to a level we understand, and it can be fatal to a film like The Godfather if what someone understands is Petticoat Junction. The goal here was to restore, not to remake. The film has already been made.”